-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, APm2l6y6NW/ZWNKjmrFpI5Ibl7JotxP5TNwEk36dhfO2oKOes+h+tML4TM7LKU3V K9FYpEuVGjLN89Fqyx5Ajw== 0000950134-97-003448.txt : 19970506 0000950134-97-003448.hdr.sgml : 19970506 ACCESSION NUMBER: 0000950134-97-003448 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19970331 FILED AS OF DATE: 19970505 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNITED STATES LIME & MINERALS INC CENTRAL INDEX KEY: 0000082020 STANDARD INDUSTRIAL CLASSIFICATION: MINING, QUARRYING OF NONMETALLIC MINERALS (NO FUELS) [1400] IRS NUMBER: 750789226 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-04197 FILM NUMBER: 97595647 BUSINESS ADDRESS: STREET 1: 12221 MERIT DRIVE SUITE 500 CITY: DALLAS STATE: TX ZIP: 75251 BUSINESS PHONE: 2149918400 MAIL ADDRESS: STREET 1: 12221 MERIT DRIVE STREET 2: SUITE 500 CITY: DALLAS STATE: TX ZIP: 75251 FORMER COMPANY: FORMER CONFORMED NAME: SCOTTISH HERITABLE INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: RANGAIRE CORP DATE OF NAME CHANGE: 19900405 FORMER COMPANY: FORMER CONFORMED NAME: ROBERTS MANUFACTURING CO INC DATE OF NAME CHANGE: 19690311 10-Q 1 FORM 10-Q FOR QUARTER ENDED MARCH 31, 1997 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION ---------------------------------- Washington, D.C. 20549 Form 10-Q (Mark One) [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 ----------------------------------- For the quarterly period ended MARCH 31, 1997 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ........ to ........ Commission file number is 0-4197 UNITED STATES LIME & MINERALS, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) TEXAS 75-0789226 ----- ---------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 12221 MERIT DRIVE, SUITE 500, DALLAS, TX 75251 - ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) (972) 991-8400 -------------- (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No --- --- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: As of May 2, 1997, 3,921,853 shares of common stock, $.10 par value, were outstanding. 2 PART I. FINANCIAL INFORMATION ITEM 1: FINANCIAL STATEMENTS UNITED STATES LIME & MINERALS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands of dollars) (Unaudited)
MARCH 31, DECEMBER 31, ASSETS 1997 1996 - ------ -------- -------- Current Assets: Cash and cash equivalents $ 43 $ 1,000 Trade receivables 4,749 5,152 Inventories 5,284 5,054 Prepaid expenses and other assets 770 434 -------- -------- Total current assets 10,846 11,640 -------- -------- Property, plant and equipment at cost: 61,452 59,785 Less accumulated depreciation (42,054) (41,045) -------- -------- Net property, plant and equipment 19,398 18,740 -------- -------- Other assets, net 961 939 -------- -------- Total assets $ 31,205 $ 31,319 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Current installments of long-term debt $ 1,143 $ 1,143 Accounts payable-trade 2,438 3,117 Accrued expenses 1,980 1,941 -------- -------- Total current liabilities 5,561 6,201 Long-term debt, excluding current installments 4,352 3,238 Other liabilities 713 714 Stockholders' equity: Common stock 529 529 Additional paid-in capital 15,311 15,311 Retained earnings 19,301 19,888 -------- -------- 35,141 35,728 Less treasury stock at cost; 1,372,212 shares of common stock (14,562) (14,562) -------- -------- Total stockholders' equity 20,579 21,166 -------- -------- Total liabilities and stockholders' equity $ 31,205 $ 31,319 ======== ========
See accompanying notes to condensed consolidated financial statements. 2 3 UNITED STATES LIME & MINERALS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands of dollars, except per share data) (Unaudited)
THREE MONTHS ENDED THREE MONTHS ENDED March 31, 1997 March 31, 1996 -------------- -------------- Revenues $ 7,808 100.00% $ 8,523 100.00% Cost of revenues: Labor and other operating expenses 6,233 79.83% 5,872 68.90% Depreciation, depletion and amortization 980 12.55% 841 9.87% ------- ------ ------- ------ 7,213 92.38% 6,713 78.76% ------- ------ ------- ------ GROSS PROFIT 595 7.62% 1,810 21.24% Selling, general and administrative expenses 1,116 14.29% 1,105 12.96% ------- ------ ------- ------ OPERATING PROFIT (LOSS) (521) -6.67% 705 8.27% ------- ------ ------- ------ Other deductions (income): Interest expense 133 1.70% 134 1.57% Other, net (44) -0.56% (58) -0.68% ------- ------ ------- ------ 89 1.14% 76 0.89% ------- ------ ------- ------ NET INCOME (LOSS) BEFORE INCOME TAXES (610) -7.81% 629 7.38% Federal and state income taxes (benefit) (122) -1.56% 126 1.48% ------- ------ ------- ------ NET INCOME (LOSS) $ (488) -6.25% $ 503 5.90% ======= ====== ======= ====== NET INCOME (LOSS) PER SHARE OF COMMON STOCK $ (0.12) $ 0.13 ======= =======
See accompanying notes to condensed consolidated financial statements. 3 4 UNITED STATES LIME & MINERALS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands of dollars) (Unaudited)
THREE MONTHS ENDED ------------------ MARCH 31, --------- 1997 1996 ------- ------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ (488) $ 503 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion and amortization 1,023 884 Amortization of financing costs 25 25 (Gain) on sale of property (5) -- Current assets (net change) [1] (188) (696) Other assets (22) (163) Current liabilities (net change) [2] (640) 299 Other liabilities (1) (1) ------- ------- Net cash provided by (used in) operating activities (296) 851 CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of property, plant and equipment (1,681) (1,691) Proceeds from sale of property, plant and equipment 5 -- ------- ------- Net cash (used in) investing activities (1,676) (1,691) ------- ------- CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from exercise of stock options -- 84 Payment of common stock dividends (99) (95) Proceeds from borrowings 1,400 -- Principal payments of debt and lease obligations (286) (286) ------- ------- Net cash provided by (used in) financing activities 1,015 (297) ------- ------- Net (decrease) in cash (957) (1,137) Cash at beginning of period 1,000 1,161 ------- ------- Cash at end of period $ 43 $ 24 ======= ======= Supplemental cash flow information: Interest paid $ 98 $ 109 ======= ======= Income taxes paid $ 0 $ 219 ======= =======
[1] Exclusive of net change in cash [2] Exclusive of net change in debt and lease obligations. See accompanying notes to condensed consolidated financial statements. 4 5 UNITED STATES LIME & MINERALS, INC. AND SUBSIDIARIES Notes to Condensed Consolidated Financial Statements (Unaudited) 1. Basis of Presentation The condensed consolidated financial statements included herein have been prepared by the Company without independent audit. In the opinion of the Company's management, all adjustments of a normal and recurring nature necessary to present fairly the financial position, results of operations and cash flows for the periods presented have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. It is suggested that these condensed consolidated financial statements be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the period ended December 31, 1996. The results of operations for the period ended March 31, 1997 are not necessarily indicative of what the operating results for the full year will be. 2. Earnings Per Common Share Earnings per share of common stock are based on the weighted average number of common shares outstanding during each period of 3,921,853 and 3,846,371, respectively. 3. Inventories Inventories consist of the following at:
March 31, December 31, 1997 1996 --------- ------------ (In thousands of dollars) Raw materials $ 803 860 Finished goods 2,376 2,190 Service parts 2,106 2,004 ------- ----- Total Inventories $ 5,284 5,054 ======= =====
4. Prepaid Expenses At March 31, 1997, prepaid expenses included $375,000 of deferred costs that will be absorbed in inventory by the end of the year based on units of production method. The deferred costs at March 31, 1996 were $557,000. The 1997 costs relate to a planned aggregates production shut-down of one of the plant facilities during the first quarter of 1997. Deferred costs include maintenance and other expenses incurred during the first quarter that will contribute towards revenues in subsequent quarters. 5 6 ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS LIQUIDITY AND CAPITAL RESOURCES Net cash used in operating activities was $296,000 for the three months ended March 31, 1997, as compared to net cash provided by operating activities of $851,000 for the three months ended March 31, 1996. In addition, the Company made $1,681,000 in capital expenditures for the first quarter of 1997, compared to $1,691,000 for the same quarter a year ago. In addition to the above capital expenditures, the Company currently plans to undertake major modernization and expansion projects at the Arkansas and Texas facilities. The Company has for some time considered constructing a new kiln at the Arkansas plant. As part of this process, a new plant-wide permit was obtained in order to be in position to build the new kiln. Recent firm bid proposals indicate that the current costs of the new kiln have increased substantially from the preliminary cost estimates supplied from the vendors. Because of this change, management believes it is now necessary to again review in detail the various kiln processing systems that can be employed at Arkansas. In addition, the crushing, handling, loadout, and storage facilities at Arkansas will be evaluated in order to develop a comprehensive modernization and expansion plan for this facility. The Company has decided to move ahead with the Texas modernization and expansion project at this time. The Texas plans are a result of a thorough study of both the projected replacement horizon of the existing equipment and certain current inefficiencies of the plant. The plans include the installation of a new stone crushing and stone handling system, the addition of a pre-heater to one of the existing kilns, additional storage, screening and shipping capacity, and a new support building which will house a laboratory and administrative and shop facilities. The planned Texas improvements will allow the Company to better serve its customers by improving both quality and service. With the improvements, the Company will be in a position to compete for customers who currently cannot use the Company's lime in their processes. The additional storage will improve both kiln utilization and the plant's ability to meet peek customer demand. The storage and load-out facilities will also substantially reduce the amount of time required for the loading of bulk quicklime trucks. The pre-heater addition to a current kiln will reduce fuel consumption and will also increase the plant's quicklime capacity by approximately 25%. These improvements will result in lower operating costs and in more efficient utilization of the work force. The cost of the Texas modernization and expansion project is currently expected to be approximately $20,000,000. The project is subject to obtaining various permits. This project will be financed from a combination of internally generated funds and banking facilities. On April 22, 1997, the Company entered into a definitive agreement to sell substantially all of the assets of Corson Lime Company to Highway Materials, Inc. Highway Materials is a construction materials company affiliated with the DePaul Group of Blue Bell, Pennsylvania. Highway Materials has been a long-time user of Corson's products. The Corson sale is currently expected to close before the end of June, 1997. 6 7 ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued) RESULTS OF OPERATIONS Revenues decreased from $8,523,000 in the first quarter of 1996 to $7,808,000 in the first quarter of 1997, a decrease of $715,000 or 8.4%. This resulted from a 8.9% decrease in sales volume and a 0.5% increase in prices. The Company's gross profit was $595,000 in the first quarter of 1997, compared to $1,810,000 in the first quarter of 1996, a 67.1% decrease. Gross profit margin for the first quarter of 1996 decreased to 7.6%, from 21.2% in 1996. The lower gross profit and gross profit margins were attributed to decreased shipments and production volumes as a result of poor weather in the first quarter and continued operating and productivity problems at the Corson plant. Selling, general and administrative expenses (SG&A) increased less than 1% to $1,116,000 in the first quarter of 1997, compared to $1,105,000 in the first quarter of 1996. As a percent of revenues, SG&A increased from 13.0% to 14.3%, primarily as a result of lower sales in the first quarter of 1997. Other, net decreased by $15,000 in the first quarter of 1997, compared to the first quarter of 1996. Interest expense decreased by $1,000 in the first quarter of 1997, compared to the first quarter of 1996. The Company reported net loss of $488,000 or 12 cents per share during the first quarter of 1997, compared to net income of $503,000 or 13 cents per share during the first quarter of 1996. 7 8 PART II. OTHER INFORMATION ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K a. Exhibits: 11 Statement re computation of per share earnings 27 Financial Data Schedule b. Reports on Form 8-K: The Company filed no Reports on Form 8-K during the quarter ended March 31, 1997. 8 9 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. UNITED STATES LIME & MINERALS, INC. May 2, 1997 By: /s/ Robert F. Kizer --------------------- Robert F. Kizer President and Chief Executive Officer May 2, 1997 By: /s/ Timothy W. Byrne ---------------------- Timothy W. Byrne Senior Vice President and Chief Financial Officer 9 10 UNITED STATES LIME & MINERALS, INC. Quarterly Report on Form 10-Q Quarter Ended March 31, 1997 Index to Exhibits Exhibit No. Exhibit ----------- ---------------------------------------------- 11 Statement re computation of per share earnings 27 Financial Data Schedule EX-11 2 COMPUTATION OF EARNINGS PER SHARE 1 Exhibit 11 STATEMENT RE COMPUTATION OF PER SHARE EARNINGS
THREE MONTHS ENDED MARCH 31, ---------------------------- 1997 1996 ---- ---- Net income (loss) $ (488,000) 503,000 ============== ========= Weighted average shares outstanding 3,921,853 3,846,371 ============== ========= Net income (loss) per share $ (0.12) 0.13 ============== =========
NOTE: Outstanding stock options are excluded from the computation as the effective dilution in earnings per share data was insignificant. EX-27 3 FINANCIAL DATA SCHEDULE
5 1,000 3-MOS DEC-31-1997 JAN-01-1997 MAR-31-1997 43 0 4749 0 5284 10846 61452 42054 31205 5561 0 0 0 529 20050 31205 7808 7808 7213 7213 1072 0 133 (610) (122) (488) 0 0 0 (488) (.12) 0
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